Governance Process Owner & Corporate Secretary

Overview

This role supports governance across the group by running end-to-end company secretarial services for management boards, supervisory boards, and board committees. You will attend meetings, capture and formalize decisions, maintain decision/action records, manage follow-up and escalations, and help build the governance systems that ensure a complete, regulator-ready audit trail.

Responsibilities are divided across three core modes: Secretary (in-room governance), Organiser (meeting execution and decision cadence), and Builder (system and process creation, including hands-on tooling support).

Responsibilities

Secretary (be the secretary in the room)

• Attend all management board, supervisory board, and committee meetings across the group.
• Track agenda, quorum, conflicts of interest, and decision rights.
• Draft minutes and resolutions to regulator and auditor standards, using Legal’s mandatory draft.
• Run the annual cycle (calendars, charters, evaluations, entity registers).
• Prepare DNB, KvK, and UBO filings with Legal/Compliance sign-off.
• Own records management and access rights.
• Build controls with Risk and Internal Audit (including audit trail, human sign-off, and AI accuracy checks).
• Distribute minutes and decisions to the relevant teams.

Organiser (meetings on time and ending in decisions)

• Own the annual agenda for each board and committee.
• Run a preparation cadence with presenters.
• Send board packs 5 working days ahead, including a pre-meeting brief and a standard board paper template.
• Review submitted materials and request resubmission when papers miss the required bar.
• Maintain a single register of decisions and actions including:
  • source
  • owner
  • due date
  • status
  • closure evidence
• Ensure automatic follow-up and escalate overdue items to the chair.
• Benchmark meeting and governance practices against best practice in regulated banks and listed companies.

Builder (build the governance system)

• Partner with the AI team to build the governance component of the organization’s AI-driven workflow (including meeting capture, minute drafting, action extraction, the decision register, board packs, reminders, and exports).
• Design processes so meetings can run without you, with the chair appointing a stand-in secretary.
• Work hands-on in tools including Notion, Gemini, Granola, Google Workspace, n8n, Langdock, Claude, Slack, and email.

Stakeholders and expectations

You will support decision-making across multiple boards and committees and maintain one system, one standard, and one register for all stakeholders, including:

• CEO (Group): group board cycle, decision and action register, and follow-up across the group.
• CEO (Payments entity): management board cycle, regulator-ready minutes, and follow-up across the Payments entity.
• Chairs of the supervisory boards: agenda, board packs, minutes, and actions using a single standard.
• Chairs of board committees (e.g., risk, audit, remuneration): committee calendar, packs, minutes, action tracking, and input for annual evaluation.

Meeting volume is approximately 90 meetings per year (roughly 2 per week, peaking at quarter ends), plus ad hoc meetings and written resolutions. More boards will be added as the group grows.

Requirements

• Audit trail and process discipline: experience running or improving a governance, control, or compliance process that was tested by an auditor or regulator, with evidence that the decision trail remained complete.
• Proven discretion with board-level, regulatory, or people-sensitive information, confirmed through references.
• At least 3 to 8 years in a board office, company secretariat, governance operations team, or corporate law practice in an environment such as a bank, insurer, licensed fintech, law firm, or listed company.
• Working knowledge of Dutch BV/NV and European bank-grade governance, including:
  • what an audit trail is and why regulators read board minutes
  • how a two-tier board works
  • the difference between executive and non-executive roles (MB and SB)

Preferred Qualifications

• A law degree or company secretarial qualification (CGI), or studying for one.
• Experience with a board portal (e.g., Diligent).
• Experience working under DNB, the ECB, or another EU supervisor, or in a listed company.
• Experience using AI and automation to improve process efficiency.

Compensation & Benefits

• Not specified in the provided job description.

Location

• Remote work is possible from the Netherlands.
• Must have the right to work in the Netherlands.

Hiring process

• Intro call with Talent team — 30 minutes
• Intro interview with hiring managers — 30 minutes
• Test task
• Interview with CEO (Payments) and Head of Compliance — 45 minutes
• Final round with CEO (Group) and a member of the Supervisory Board chair — 45 minutes
• References and a certificate of conduct (VOG)